All Hell Breaks Loose the part they never showed
by Kicki
Summary: What happened between the end of ep 3:22 "All hell breaks loose" and the beginning of 4:01 "Charmed Again"?


**Author's note:**

When they ended season 3, it was with a real cliff-hanger:

The last scene of "All Hell Breaks Loose" showed Prue, Piper and the good doctor all dead from Shax attack since no one had been able to warn them.

Had The Source killed Phoebe and Leo? What had happened to Cole?

The first epsiode of season 4 was about Prue's funeral, but Piper and Phoebe were alive, and Cole had escaped from the Underworld, but was on the run from The Source's wrath for helping the Charmed Ones.

What happened in between?

Well, here is my take on that.

** All hell breaks loose... - the part they never showed.  
**

He passed the bodyguard unhindered this time. They simply stepped aside to admit him, and grimfaced, Cole made his way down the dark passageway to The Source's cave. The red glow inside was so thick it felt like it stuck to him as he walked into it to kneel in front of the Leader of the Underworld.

The Source loomed eerily over him like some gigantic vulture. "So, Belthazor," he dawdled in his deep, intimidating voice. "I believe you have a message for me."

"Y… Yes." Cole swallowed several times. The atmosphere was physically oppressive and the air so thick of sulfur he found it hard to breathe. "She will do as you ask… on one condition."

"Your witch has a condition?" Faint amusement colored his voice. "I can almost see why you covet her so much."

Gritting his teeth against The Source's choice of words, Cole plunged on before he lost his nerve altogether. "Her condition is that I will go and warn her sisters after time is reset, or we might well be back at square one," he blurted out.

The seconds that passed between his words and The Source's answer, stretched out interminably. Cole's pulse throbbed with anxiety in his head and cold sweat dripped into his eyes, but he knew better than to move as much as a muscle to show it.

"Agreed,"The Source finally assented.

Cole got to his feet, but before he could leave The Source stopped him.

'_You're a powerful demon, Belthazor_', his voice echoed menacingly in his head, '_and valuable to me. But if you try to doublecross me…_'

A strong sense of fear encompassed Cole, almost choking him from inside, before it was lifted. Trembling, he bowed to his master and left hastily, eager to be out of his immediate vicinity.

He was in such a hurry to get back to Phoebe before The Source changed back time – before he changed his mind – that he didn't reflect much over the dark-skinned bodyguard going in as he left. Nor did he pay attention to the nagging sense in the back of his mind that kept insisting that he should; kept insisting something was askew. Right now his priority was how to deal with what was in front of him; how to explain this to Prue and Piper without getting frozen, blown up or thrown into a wall in the process.

And then there was the matter of protecting Phoebe from the hazards of the Underworld.

Nevertheless, the uneasy feeling of having overlooked something important continuously interrupted his concentration. It flitted around his head like a tiny mosquito until he no longer could pretend to ignore it. Unfortunately, he couldn't seem to catch it either. He knew he was missing something; he just couldn't put his finger on it.

_What have I missed? _It was like one of those things that you only see through the corner of your eye, never when you look at them directly. There was just something in the background that kept disturbing him._What is wrong with this picture?_  
Halfway through the dark tunnel, Cole began to falter in his step. _This was too easy. Where's the catch? _There was always a catch_. What little detail have I overlooked?_  
He went over the deal once more in his head. Phoebe would stay down here, The Source would reset time, and he would go and warn her sisters. Simple and uncomplicated.  
_Oh, no! I'm an idiot! There is no catch!_ He had not overlooked a small detail – he had overlooked a huge detail. So huge in fact he had been unable to see it that close up.

_There_is_ no deal!_

A faint, strangled noise escaped him and suddenly he was striding through the tunnel as fast as he could.

When you took the pieces apart and put them together in a different way, a new and very frightening picture took shape. The Source would have agreed to any terms Phoebe could have thought of, simply because he had no intention of honoring them. It was just a ruse to keep them busy. _I was so wrapped up in protecting her, I forgot the main rule; no prisoners._

He made the mistake to think like Cole Turner and not as Belthazor, letting his own sentiments color his perception of what was going on.

_I have been looking at this from the wrong point of view all along. As Belthazor, I would never have been satisfied with just breaking the Power of Three. I would want to kill them – all of them._

Time would be reset, but what point in time would it be reset to?

_When they were the most vulnerable. Any time when Phoebe wasn't in the room… Any time it will be too late to warn or save them… Shax's first attack._

For reasons of safety, the area closest to The Source was always protected against teleportation. Cole had to reach the adjoining passageways on the other side before he could attempt any quicker means of travel. Storming past the guards at the entrance, he quickly made his way down the next tunnel.

_Maybe I can get out before it's too late. It has to take some time to call upon Tempus._

A faint tremor like a ripple in the air, passed him by, and made him check himself in mid-stride. _Or not…_

He started to run, aiming for the nearest passageway, but the tunnel suddenly stretched out endlessly, and before he knew it he was eye to eye with the bodyguard and the two other demons.

_Damn!_

Of course The Source wouldn't let him out of here to warn the Charmed Ones – or reach Phoebe before his minions did.  
He still had some time though. They wouldn't find her at once – he had taken some measures of safety himself when it came to protecting the place he inhibited.

"Belthazor!" the bodyguard called out as Cole came to a full stop a dozen feet away. "Come with me!"

"Sorry," Cole flicked them an apologetic smile. "I have some pressing business to attend to first."

"You have only The Source's business to attend to," the stone-faced bodyguard barked.

"Exactly," Cole agreed and surreptitiously called an Athame to the hand he hid behind his back. "And unless you let me pass, I will make you part of that business." His eyes flickered darkly with the warning but the guard didn't bat as much as an eye.

"I have orders from The Source," he maintained stonily. "Come with me now, and save us all a lot of trouble."

Cole broke out in an evil grin. "Save you a lot of trouble, you mean." A flick of the wrist and the Athame was suddenly lodged in the throat of one of the demon guards. It was followed immediately by an energy ball that hit the other guard before he could duck. The third energy ball made a hole in the wall as the dark-skinned bodyguard ducked and rolled. Cole threw another one after him, but he nimbly rolled and was on his feet, sword in hand.

Grinning, the guard deftly deflected two more bolts of fire from Cole. "Don't tell me that's the best you've got," he taunted with a supercilious smile.

Cole scowled at him and launched a fast energy ball – splitting in two – and himself immediately after.

The bodyguard was busy deflecting the bolts and therefore unable to dodge the attack. Caught midriff, he went down with Cole on top of him. The sword was knocked out of his hand and clattered across the stony ground out of his reach. Cole grappled for a hold, but a sharp kick sent him rolling.

In a flash, the bodyguard had retrieved his weapon and Cole had to roll to avoid being skewered. He came up against the wall with a jarring thud and was suddenly caught between it and the sword-wielding demon. The sword threw sparks as it chopped into the wall, missing his head with only an inch. The next stroke stopped under his chin, pinning him down.

Eyes full of hatred, Cole glared up at him.

The Source's personal bodyguard clicked his tongue. "Well, Belthazor, do you think you could come with me now?" The sword point poked at him, pressing into his throat drawing blood in a thin cut beneath his chin. "I'm only supposed to detain you, but I won't hesitate to kill you if you force my hand."

Panting with exertion, and seething with rage, Cole just stared up at him. With his fingertips he could fee the shaft of the Athame. He fumbled for it and grunted with pain as a boot-clad foot came down on his hand.

"You forget I can read your intentions," the bodyguard grinned.

"Yeah? Read this!" He kicked out, sweeping the leg his captor supported more weight on, from in under him. It wasn't enough to topple the demon, but certainly enough to shift the other foot off Cole's hand.

Both hands free again, Cole aimed the energy ball straight for the demon's head forcing him to duck at the same time as he was trying to keep his footing. The sword came away from his throat and as the unbalanced bodyguard was on his way down, Cole met him halfway.

The demon gagged and dropped the sword with a surprised look. The Athame gleamed dully in his chest, stuck in almost to the handle.

Cole rolled to the side as the other demon fell to his knees, blood coming from his mouth.

"Fool!" the bodyguard rasped. "It's too late. You can't save your witch anyway." Even as he spoke, flames of destruction rose up to engulf him, and the Athame clinked to the ground.

Gasping, Cole stared at the dark spot for a second. Then he snatched up the Athame and took off at a dead run down the tunnel, shimmering as soon as he could.

_Phoebe! _

_Don't let me be too late…_

"Phoebe!" he yelled as he ran down the passageway to his cave. "Phoebe, get out of here!"

Leo and Phoebe blinked in momentary confusion. "But… the deal," she began to protest.

"Go, damn it! There is no de…" He thudded into the force field that suddenly flared up, covering the entrance, and Phoebe yelped as three demons appeared in the cave.

"Phoebe!" The Whitelighter grabbed her and tried to orb, but the force field held them and he bounced off it just like Cole had.

Flung back and down on the floor, Cole rolled and coughed, struggling to his feet as fast as he could. On the other side of the force field he could see how Phoebe was trying to defend herself against the two demons coming after her – and was doing one hell of a good job too. The third demon was occupied by Leo who had found a tall, iron candlestick and was using it to hold off the attacker.

Throwing himself at the magic ward that locked him out, Cole roared with rage as much as from pain when he couldn't penetrate it. He launched a fully charged energy bolt at it and had to throw himself to the ground as it bounced off, coming back at him. "PHOEBE!"

Leo went down from a well-aimed energy ball and although Phoebe had kicked down one antagonist, the other two were now converging on her from two directions, energy balls forming.

With horror in his eyes, Cole watched as she desperately dodged the first bolt, rolled and came up again, trying to keep her back free, yelling for Leo to get up. But Leo didn't move.

The second bolt crashed into the wall sending shards and splinters of stone raining over them. He heard her cry out as several splinters snagged and cut her. "Cole!" she screamed as yet another bolt had her falling to the ground. "Help me!" She scrambled to get back up and had to toss herself away to avoid getting hit again.

_Damn them! They are just playing with her._

Like a caged animal, he raged in anger and frustration at the bars that kept him out.

A bolt hit Phoebe's leg and she cried out in pain as it gave out under her. She made an effort to levitate, but another bolt snagged her shoulder and took her out of the air. Gasping and groaning, she curled up on the ground.

"NO!!!" He screamed as she pressed up against the wall; whimpering and bloodied, cornered with no strength left to fight.

The two demons were building up a large energy ball. There was no mistaking what they would do with it. One of the demon attackers turned and leered at Cole. "Your witch dies now," he gloated full of malice and depraved lust.

"PHOEBE!" He threw himself at the entrance again and the demons laughed heartily as he was sent flying, almost knocked out against the opposite wall.

Aching all over, barely able to move, Cole stared at the witch huddling in a corner and her large, desperate eyes met his. "Cole…" she mouthed and then her eyes closed as she passed out from pain.

_NO!_

It rose from somewhere deep inside his soul: A primeval force that carried him forth with the same inexorable power as an erupting volcano; not so much offering him a ride as sweeping him along – and while the strength of it frightened him no end, he welcomed and embraced it just the same.

Somewhere in the recesses of his mind, he reflected that he wasn't just signing his own death warrant; he had tied the noose and stuck his head through it as well, but he didn't care. He saw no other way; there was no other way.

With a roar that could have shaken the stars from the sky, Belthazor thrust himself at the force field. Bellowing from rage and pain, he forced his body through it, battling the magic that tried to hold him out.

_I… am… the mighty… Belthazor!_

The bolt that hit the first demon incinerated him in a split second. The remaining demon swung around and gasped at the enraged half-demon snarling at him.

"I believe you have something there that is mine," Belthazor growled.

"The Source said…" the demon gibbered, backing away. Then he made a full turn, and with a defiant scream threw a bolt of energy at Belthazor, who met it with one of his own. His second one exploded the demon into smithereens.

The humming force-field died down and suddenly things were so quiet it hurt his ears. In two strides he was by Phoebe's side and knelt down to pick her up. "Phoebe?" he whispered in his hoarse, demonic voice. Her head fell limply to the side and his breath caught in his throat as he saw the damage the energy bolts had made to her body.

_No! Phoebe…_

He swung around and found Leo, similarly out on the floor. "Leo!" he barked, shaking the Whitelighter roughly. "You're already dead, so be a good angel and wake up now!"

The Whitelighter groaned. Belthazor's method to shake him back to consciousness was perhaps crude, but very efficient. He blinked and as he focused on the red and black face he started badly. "Cole…?"

"Yes. You have to heal her, Leo. It's bad." Gently he put Phoebe down on the straw.

"Oh, no," Leo moaned quietly. "Not Phoebe too."

"Get to work then!" Belthazor ordered gruffly. "Time was reset. Piper is alive, but we won't know for how long unless we get up there to warn them."

Leo looked up from his examining of Phoebe. "You didn't?"

"Something came up," he quipped grimly. "Hurry up! There's bound to be more trouble coming this way in a matter of seconds." Keeping one eye on the entrance and the other on Phoebe, Belthazor rounded the altar, doused the lights and retrieved the candlestick Leo had used. Demonic strength was very handy at times, he reflected as he bent and shaped the candlestick into something that could be used as a lethal weapon.

A faint moan told him Leo had worked his miracle on Phoebe and he let go a sigh of relief.

"Cole…?" Unsteadily she rose and came up to him.

He saw her fear for the demon he was, glimmer briefly in her eyes, but he didn't dare to morph back into his human shape, and then she was in his arms anyway.

_Phoebe…_

"I was so scared," she whispered and buried her face in his black clothes.

Belthazor closed his eyes for a second. That was much too close for comfort. He didn't ever want to be that close again. "It's okay now," he whispered hoarsely and hugged her close for a second. "But it's not over yet. You have to go with Leo. Now!"

Large, fearful eyes were turned up at him. "What about you?"

"I have to cover your tracks. When you disappear there's going to be a little heat down here, if you know what I mean."

"No, Cole, don't do this! You have to come with us!" she began to protest, but this time he was untouchable by her pleas.

"I can't! Listen Phoebe! I lived on the edge as it was. By saving your life again; helping you escape, I have gone against The Source openly. He will come after me himself this time. Hopefully, he will concentrate on me rather than you. Go warn your sisters, and pray it's not too late!" He forcibly put her into Leo's arms. With a red demonic hand, he gently touched her cheek, wiping the tears off it. "I love you, Phoebe. I love you way too much. Too much to let him that near you again."

"Promise you'll come after us as soon as you can," she whispered, clinging to Leo with her hands, but her eyes stuck on him.

He smiled faintly. Chances were he would never see the light of day again. "Now go!"

They disappeared in a hail of orbs and not a moment too soon. An explosion at the entrance rocked the cave and blasted him into the wall. As Belthazor picked himself up, four demons materialized against the dim light of the tunnel.

"Only four?" He sneered and brandished the Athame wielded to the iron bar.

Exhausted, bleeding and hurt, Belthazor drew himself up against the wall, supporting himself on the ex-candlestick. With a sweep of his arm, he cleared the altar from candles and leaned heavily on it for a while, gasping for breath. After a while, he pushed himself up again and rummaged in the dark for his bag of herbs. He found and opened it, pouring the contents onto the slab and lit one remaining candle with a small hand fire.

Sorting out the herbs, he put one leaf in his mouth and grimaced at the bitter taste, but as a painkiller it would work nicely at least for a couple of hours. Then he scoped most of them back in the bag and tied it to his belt. The herbs that remained he put in a pile and whispered to it under his breath while he removed his Athame from the iron bar to stick the candle on it instead. Holding it close to the herbs, but not letting them catch fire, he stepped back and waited, drawing deep, rasping breaths.

He felt rather than saw them; shadows crawling over the ground, closing in on him from all sides. Creatures of dark – literally. He had expected them.

_At least one thing that goes as I expect._

Shielding his eyes, he put the candle to the herbs. A magnesium-bright flare sparked, rising like a column of fire all the way to the ceiling, bathing the cave in brilliant light. The shadowy creatures screeched in pain as they perished in the brightness. After five seconds the flame died down and darkness ruled once again in silence.

_I didn't spend all these years hunting and killing witches without picking up a few useful things…_

Staggering a bit, Belthazor shimmered away before anything worse could come for him.

After several fast jumps between different places and realms, he sank down on the floor of the mausoleum. Instinctively, he knew it was midmorning at the end of September.

Still out of breath, Belthazor surveyed his wound. Usually he self healed pretty fast, but wounds inflicted by other demons seemed to be an exception. The painkiller had begun to kick in, but it didn't still the blood trickling down his left arm, oozing from the deep cut he had received and he tried to tie a piece of his sleeve around it. Otherwise, he was mainly battered and bruised. Well, he had begun to get used to that during the last year, and on the bright side his hurts were nothing compared to the mutilation he had wrecked upon the dozen or so demons that had attacked him.

_So, back to running and hiding again. Oh, well, the quiet was beginning to get on my nerves anyway._

He couldn't help letting go a short , bitter laugha bit at the craziness of it all. Weren't you supposed to be rewarded for good deeds? Well, he had a lot of bad ones left to pay for, of course.

Neverthreless, before he started to play tag with The Source and the rest of the Underworld again, he needed to pass by Phoebe to make sure that they were okay – let her know that he was okay too.

Not taking any chances, in case there were demons about, he shimmered in at the Manor as Belthazor – and stepped back in shock, staring at the devastation in front of him.

The glass in the front door was smashed, and blown in leaves littered the floor, dancing in the draft created by a large hole in the living room wall. A man in a doctor's white coat, hung limply across the frame of a broken window. The house was dead quiet.

Chilled with dread, Belthazor took it all in.

_Things can always become worse..._

"Phoebe!" he called out, hastily moving through the hall toward the broken wall.

"Cole?"

Her voice came from around the corner and as he entered the living room, he saw them crouching by the couch. Phoebe almost ran up to meet him, tears and blood smeared on her face and her once white clothes. "Cole, oh, Cole!" she sobbed desolately. "Thank God, you are alive."

With a deep sigh of relief, Belthazor morphed back to his human form and with his good arm he caught and held her. "Phoebe, are you okay?" He looked worriedly from her to the couch, of which he only saw the backside.

"We were too late," she whimpered into his black turtleneck. "Prue's… She's… she's dead..."

"Prue? I thought it was Piper…" He looked up again and realized that Piper was sitting by the couch, and so was Leo. Pulling Phoebe with him, he approached the little scene and came up in front of them. Leo was sitting crumpled on the floor with Piper beside him, pale-faced and clenched. On the couch, Prue looked like she was sleeping, but the paleness of death had already began to drain the color from her skin.

He knew a dead witch when he saw one – and for the first time in his life, he didn't rejoice at the sight. His eyes roamed their desolate faces. "What happened?" he finally managed.

"Shax, the demon tornado," Piper answered tonelessly. "Friend of yours?" Her voice took on a sudden sharpness but Cole ignored the jibe.

"I couldn't save her," Leo sobbed and Piper put her arms back around him again, gently rocking her devastated husband while her own eyes filled with tears.

"Phoebe?" At a loss he turned to her for an explanation, and she slowly detached herself.

"We were too late," she repeated quietly. "We found Piper and Prue outside; flung through the wall. And Dr. Griffiths…" She gestured at the man still hanging in the window frame. "The first time this happened… I banished Shax with a spell…" she hacked out haltingly, "and could call Leo to heal them… This time… I wasn't there…"

"Phoebe," Piper muttered. "Stop blaming yourself for this."

"Leo couldn't heal them both at the same time," Phoebe continued in a broken whisper. "There was too much damage, so he healed Piper first and..." Her voice broke and Cole hugged her close again as she wept inconsolably against his chest.

After a while she resurfaced, back in some sort of control, and gestured at the disaster with a desolate look. "We wanted to avoid exposure…" She rubbed at her face. "How do we explain this?"

_How indeed...?_ "Have you called Morris?" he asked.

Three pair of empty, grief struck eyes turned at him.

"Okay… Let me..." He entangled himself from Phoebe, and went to the phone. "Inspector Morris, please? Thank you… Darryl? It's Cole Turner. Listen, can you come to the girls' house, alone, now? … Yes… No, I haven't done anything, but you have better prepare for a real disaster. … Yes, it's real bad this time. … No, I don't think we can make this one go away." He hung up and went back to the others again. "Morris is on the way," he informed them quietly.

They nodded mutely, lost in numbing shock.

He really ought to be going, he thought, but he couldn't leave them like that. _If a demon strikes now, they're sitting ducks._ With a tired sigh, he found an armchair and sat down to wait with them. Outside the sun was shining and a cool wind was blowing in through the broken wall, bringing in the scents of early fall. The bright September weather stood in stark contrast to the dark scene in the house. Cole took a deep breath; despite the grim situation he couldn't help but enjoy sunshine and fresh air on his face again.

Phoebe came over to sit by him, touched his arm and gasped as she saw fresh blood on her fingers. "You're bleeding! Leo!"

"No, wait, it's…"

Looking bereft, the Whitelighter still got to his feet and came over to examine the cut. "I can probably heal part of it," he offered.

Cole tried to turn him down but Phoebe insisted that he did what he could, and Leo placed his hands over the gash.

Happy to be sitting down, Cole gritted his teeth, and dug his fingers into the fabric of the armrest. Leo's touch was not something his demonic half could endure for long.  
They all remembered what had happened the last time Leo had attempted to heal him and the Whitelighter kept a wary eye for any demonic energy, gathering around the wound. "That's the best I can do," he finally announced, and Cole exhaled in relief that it was over.

Before he could thank Leo, there was a sound by the door and he was out of the chair, prepared to meet any attacking demons.

It was no demon however, just a shocked Darryl Morris. "What the hell has happened here?"

"A demon," Phoebe began and Darryl gave Cole a long look. "Not him!" she objected wearily off the Inspector's skeptical look.

"Prue and Dr. Griffiths are dead," Cole continued for her, dismissing the distrust in Morris's eyes.

"Oh, no!" Darryl groaned. He looked around; saw their stricken faces and the two bodies. "I-I can't make this go away."

Cole eyed him evenly. "I'm not asking you to. As long as it doesn't look like any demons came through."

Darryl gave him a desperate look. "You have precisely five minutes to come up with something plausible," he sighed. "Then I have to make the call."

Perched high up on a cliff overlooking the Bay, Cole allowed himself five minutes just to feel the sun and the wind. He had missed it more than he thought he ever would. Most likely this was also the last quiet minutes he would ever have for the rest of his life – what there was left of it. He was on the run again.

_Will there ever be a time when I can stop running? _It seemed to him that he had started running the first day he saw Phoebe. _To Phoebe or from the Underworld?_ Both actually, but it didn't matter. He had just started running, and he had no idea how to stop. Last time he tried he had almost caused a disaster.

_Next time I stop running, I will die._

Down below, in the city, Phoebe was trying to cope with the loss of Prue as well as the not knowing when they would see each other again – if ever.

He had slipped away before Morris's forces had arrived – not wanting to be spotted at the crime scene – but not before he had taken the time to kiss Phoebe good-bye. The memory still lingered on his lips. They had held on to eachother for literally dear life, sharing a kiss so intense it took the breath away from both of them.

"I'm so sorry, Phoebe," he whispered in her hair. "I'm so very sorry for all the times I tried to kill you, for all the times I hurt you and lied to you. Can you ever forgive me?" It was nothing he had planned to say, but emotions got too strong and it just blurted out of him.

"There's nothing to be sorry about," she whispered back. "You did what you thought you had to do, and I've hurt and lied to you too, you know."

"I was about to kill you…" He shuddered as he remembered how close he had come to really ruining her life along with his own.

"But you didn't." It was her turn to sooth him. "And then you went and risked everything for me – for us." With tears in her eyes, Phoebe reached up to kiss him again. "I'm so glad you're here again."

With eyes closed against the pain he held her kiss as long as he could._I'm so tired of always having to say good-bye to you._

"I have to go," he breathed as her lips left his, forcing himself to let go of her. "They're looking for me."

"Just don't make _me_ come looking for you in the Underworld again," she said, making an effort to smile.

"You would, wouldn't you?"

"To the gates of Hell if need be," she whispered then, smile gone. "I love you too much to let them take you back."

"That's good to know."

It was never easy to leave her, still, this time it felt a little better than the last. At least he knew that Phoebe hadn't given up on him, that her faith in him was restored. It was up to him now to keep it that way, although it wouldn't be all that easy with the entire Underworld after his sorry ass.

_I do what I have to do – to keep us both alive..._

With a deep sigh Cole shimmered away.


End file.
